Common use of Risk of No Registration Clause in Contracts

Risk of No Registration. The Holder understands that if the Company does not register with the Securities and Exchange Commission pursuant to Section 12 of the 1934 Act (the “1934 Act”), or file reports pursuant to Section 15(d) of the 1934 Act, or if a registration statement covering the Company’s securities under the Act is not in effect when the Holder desires to sell (a) the Series D Preferred Stock issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred Stock, the Holder may be required to hold such securities for an indefinite period. The Holder also understands that any sale of such Series D Preferred Stock or Common Stock issuable upon conversion of the Series D Preferred Stock which might be made by it in reliance upon Rule 144 under the Act may be made only in accordance with the terms and conditions of such Rule.

Risk of No Registration. The Registered Holder understands that if the Company does not register with the Securities and Exchange Commission pursuant to Section 12 of the 1934 Securities and Exchange Act of 1934, as amended (the “1934 Act”), or file reports pursuant to Section 15(d) ), of the 1934 Act, or if a registration statement covering the Company’s securities under the Securities Act is not in effect when the Registered Holder desires to sell (ai) the Series D Preferred rights to purchase Warrant Stock pursuant to this Warrant or (ii) the Warrant Stock issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred Stockright to purchase, the Holder it may be required to hold such securities for an indefinite period. The Registered Holder also understands that any sale of such Series D Preferred Stock or Common Stock issuable upon conversion of the Series D Preferred its rights to purchase Warrant Stock which might be made by it in reliance upon Rule 144 under the Securities Act may be made only in accordance with the terms and conditions of such that Rule.

Risk of No Registration. The Holder understands that if the Company does not register with the Securities and Exchange Commission pursuant to Section 12 of the Securities Exchange Act of 1934 Act (the “1934 Act”), or file reports pursuant to Section 15(d) of the 1934 Act, or if a registration statement covering the Company’s securities Warrant or the Common Stock issuable upon exercise hereof under the 1933 Act is not in effect when the Holder desires to sell (ai) the Series D Preferred Warrant or (ii) the Common Stock issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred StockWarrant, the Holder it may be required to hold such securities for an indefinite period. The Holder also understands that any sale of such Series D Preferred Stock the Warrant or the Common Stock issuable upon conversion exercise of the Series D Preferred Stock Warrant which might be made by it in reliance upon Rule 144 under the 1933 Act may be made only in accordance with the terms and conditions of such that Rule.

Risk of No Registration. The Holder understands that if the Company does not register with the Securities and Exchange Commission pursuant to Section 12 of the 1934 Act (the “1934 1933 Act”), or file reports pursuant to Section 15(d) of the Securities Exchange Act of 1934 (the "1934 Act"), or if a registration statement covering the Company’s securities Warrant or the Common Stock issuable upon exercise hereof under the 1933 Act is not in effect when the Holder desires to sell (ai) the Series D Preferred Warrant or (ii) the Common Stock issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred StockWarrant, the Holder it may be required to hold such securities for an indefinite period. The Holder also understands that any sale of such Series D Preferred Stock the Warrant or the Common Stock issuable upon conversion exercise of the Series D Preferred Stock Warrant which might be made by it in reliance upon Rule 144 under the 1933 Act may be made only in accordance with the terms and conditions of such that Rule.

Risk of No Registration. The Holder understands that if the Company does not register ----------------------- Company's Common Stock ceases to be registered with the Securities and Exchange Commission pursuant to Section 12 of the 1934 Securities Exchange Act of 1934, as amended (the “1934 "Exchange Act”"), or if the Company ceases to file the reports pursuant to Section 15(d) of required under the 1934 Exchange Act, or if a registration statement covering the Company’s securities under the Securities Act is not in effect when the Holder desires to sell resell (ai) this Warrant or (ii) the Series D Preferred Stock Shares issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred StockWarrant, the Holder may be required to hold such securities for an indefinite period. The Holder also understands that any sale of such Series D Preferred Stock or Common Stock issuable upon conversion is aware of the Series D Preferred Stock which might be made by it in reliance upon provisions of Rule 144 promulgated under the Act may be made only in accordance with the terms and conditions of such RuleSecurities Act.

Risk of No Registration. The Holder understands that if the Company does not register with the Securities and Exchange Commission pursuant to Section 12 of the 1934 Act (the “1934 1933 Act”), or file reports pursuant to Section 15(d) ), of the Securities Exchange Act of 1934 (the "1934 Act"), or if a registration statement covering the Company’s securities under the 1933 Act is not in effect when the Holder it desires to sell (ai) the Series D rights to purchase Preferred Stock pursuant to this Warrant Agreement, or (ii) the Preferred Stock issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred Stockright to purchase, the Holder it may be required to hold such securities for an indefinite period. The Holder also understands that any sale of such Series D its rights of the Holder to purchase Preferred Stock or Common Stock issuable upon conversion of the Series D Preferred Stock which might be made by it in reliance upon Rule 144 under the 1933 Act may be made only in accordance with the terms and conditions of such that Rule.

Risk of No Registration. The Holder understands that if the Company does not register Company's Common Stock ceases to be registered with the Securities and Exchange Commission pursuant to Section 12 of the 1934 Securities Exchange Act of 1934, as amended (the “1934 "Exchange Act”"), or if the Company ceases to file the reports pursuant to Section 15(d) of required under the 1934 Exchange Act, or if a registration statement covering the Company’s securities under the Securities Act is not in effect when the Holder desires to sell resell (ai) this Warrant or (ii) the Series D Preferred Stock Shares issuable upon exercise of the rights under this Warrant or (b) the Common Stock issuable upon conversion of such Series D Preferred StockWarrant, the Holder may be required to hold such securities for an indefinite period. The Holder also understands that any sale of such Series D Preferred Stock or Common Stock issuable upon conversion is aware of the Series D Preferred Stock which might be made by it in reliance upon provisions of Rule 144 promulgated under the Act may be made only in accordance with the terms and conditions of such RuleSecurities Act.